A resolution was passed by the Extra Ordinary General Meeting of the Company held on May 29, 2006 as follows: “BE IT RESOLVED THAT pursuant to the terms of Section 58 of the Companies Act, 2004 the Board of Directors is hereby authorized to make decisions from time to time for the Company to purchase or otherwise acquire shares of the Company, in such amount and on such terms and conditions determined by the Directors in their discretion subject to the provisions of the Companies Act and Stock Exchange Rules of Jamaica and the other territories in which the Company may be listed from time to time.”
Pursuant to resolutions of the Board of Directors passed at a meeting held on June 29, 2006, the Company’s intention is to repurchase up to 2.5% of the shares in issue from time to time, currently 8,193,446 (“the Shares to be Repurchased”), over a period of three years following the expiry of twenty-one (21) days from the date of the notice.
The method of effecting the repurchase of the shares shall be on the open market and the price for the acquisition of the shares shall be the market price at the time or times of the repurchase and the effective date of purchases being the dates when the purchases on the open market are concluded.
The purpose for the proposed purchase or acquisition by the Company of the Shares to be Repurchased is as follows:
The proposed purchase or acquisition by the Company of the shares will be implemented at such times over the period of three years when the Company’s share price is deemed to be below its true value and an opportunity exists to enhance shareholder value. The share repurchase will serve to utilize excess liquidity in the Company and raise earnings per share. We believe that investing in our own company is the best use of capital as we see this as a good investment for long term returns and that the repurchase will be a major advantage to our shareholders.
